On April 1, 2022, the Company purchased assets associated with R.P. van Dijk B.V. ("Van Dijk"), a bodily injury loss adjusting company based in the Netherlands. The acquisition was funded primarily through additional borrowings under the Company’s credit facility. The purchase price includes an initial cash consideration of $4,313,000, and an earn-out potential up to $2,200,000 payable over the next two years based on the achievement of revenue performance goals and other nonfinancial milestones over two one-year periods, beginning April 2022.

This acquisition expanded the Company's network in the Netherlands and strengthened its bodily injury loss adjusting service offering by adding a highly qualified team of adjusters experienced in managing complex loss events resulting in injury or death, as well as handling medical liability claims. The acquisition supports the Company's strategic aim of strengthening its expertise in all key territories in which it operates.

The acquisition accounting is based on the fair value of the acquisition consideration transferred to the sellers, assets acquired and liabilities assumed as of the acquisition date. At the acquisition date, the fair value of the contingent consideration payable was estimated to be $1,342,000. There have been no material changes to the fair value of the contingent consideration payable. Significant assumptions and estimates used in the valuation of intangible assets and contingent consideration included, but were not limited to future expected cash flows, including projected revenues and expenses, estimated customer attrition rates, and the applicable discount rates. These assumptions and estimates were level 3 inputs and based on assumptions that the Company believes to be reasonable. However, actual results may differ from these estimates.

Final acquisition accounting for this acquisition was completed as of June 30, 2023.

The financial results of certain of the Company’s international subsidiaries, including Van Dijk, are included in the Company’s consolidated financial statements on a two-month delayed basis.

Assets acquired and liabilities assumed as of acquisition date are presented in the following table:


	R.P. van Dijk B.V.
	April 1, 2022

Tangible assets
Unbilled revenues	$	509
Other assets		231
Total tangible assets		740
Intangible assets
Customer relationships		3,215
Non-compete agreements		347
Goodwill		1,423
Total intangible assets		4,985
Total assets acquired		5,725

Liabilities assumed
Current liabilities		70
Total liabilities assumed		70

Net assets acquired	$	5,655

Purchase price (cash)	$	4,313
Fair value of contingent consideration		1,342
Fair value of total consideration transferred	$	5,655

Acquired intangible assets include customer relationships and non-compete agreements. Intangible assets were valued using forms of the income approach which utilizes a forecast of future cash flows generated from the use of each asset. Customer relationships and non-compete agreements from the Van Dijk acquisition were assigned useful lives of 10 years and 4 years, respectively.